Without Kevin
by Kyuubi16
Summary: What if Kevin didn't become a member of Power Trio? AU to AF and UA while mixing in Original Series and Sequel series timeline. This is Bwen. Alien Force and Ultimate Alien minus many fridge, plot holes, and more characterization.
1. Hero Time Once More

Without Kevin

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Ben x Gwen

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Author's Note

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Its what it sounds like. What if Kevin remained a villain, but followed the Ben 10 K timeline to an extent thanks to a meddling outside force. Of course this force screwed itself over while doing so.

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Story Start

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It was a rather normal day for Ben Tennyson. He won a soccer game, finished another day of school and he was going to drop in and visit his grandpa Max, but of course things weren't going to be normal forever for the former Omnitrix bearer. What would have been year four, month six of being a normal human being began with him being attacked by some weird alien creature with what looked like an exposed brain, yellow jumpsuit, and a single menacing eye. The Rustbucket was trashed and the only thing he had to go with was the strange message his grand father Max had left for him mentioning the Omnitrix. With so much happening in one day there was only one person Ben knew he could turn to for advice.

When he arrived she was in the middle of a spar of sorts. Ben knew that Gwen studied and partook in at least two different styles of martial arts. She was an over achiever of sorts, something he used to incessantly teased her about when they were children, but now he only playfully poked at every once in awhile. As the two of them grew and matured their relationship began to define and changed. They were no longer bickering ten year olds, but maturing teenagers that came to understand and respect each other's differences.

Ben enthusiastically clapped long after the other people did and it drew in her attention. Gwen had changed from when they were children. Her hair had grown out so she now sported a pony tail and her emerald colored eyes were kinder, whether that softness was always there or because they were no longer followed with the descending glare of a slightly chubby ten year old face he didn't know.

Gwen's eyes lit up upon seeing him. ''So how's my favorite cousin?'' he asked with a friendly smile. Gwen's head cocked down slightly and her smile widened as she went over and threw her arms around his shoulders.

''Ben...'' she said and pulled back. ''Well this is a nice surprise. What brings you here?'' she asked as she pointed her finger into his chest. The tip of her finger nestling against the white ten on his jacket.

Though those warm and fuzzy feelings had to wait. ''I got a problem.'' his eyes departed from her face. ''I need advice.''

''Okay, as soon as I change,'' she said as she began walking toward the lockers. ''I won't take long.''

So Ben waited, taking a seat on one of the mats as he waited until Gwen returned. He wasn't sure when exactly but he soon dozed off, still exhausting from dodging that weird alien creature that attacked him in the rustbucket. The sound of heeled shoes against the floor soon woke him up, resulting in him using his sleeve to wipe away the trail of drool seeping down his mouth.

''Well...that's attractive,'' she sarcastically remarked as Ben climbed up to his feet.

''Not the most comfortable place to sleep.'' he said upon seeing Gwen's change of outfit. Her tastes had changed quite a bit from her youth. She was wearing a white shirt under a dark blue sweater, black stockings under a black mini skirt, and black high heels. ''Like I was saying I need your help.'' he remarked as he played back the message that he received from Max for her to see.  
><em><br>''Don't worry about the Omnitrix either I have it. It's completely safe they'll never get their hands on it. Say hello to your cousin Gwen for me. Love you, Max out!''_ and with that the mini holographic Max faded out.

''That's odd? You have the Omnitrix so why would Grandpa say that? You think it might have been a coded message of some sort?'' Gwen reasoned.

''It's the only thing that makes sense.'' Ben said as he looked down at the device in his hand. ''I think...I think he might want me to put it on again.''

Gwen placed a comforting hand on Ben's shoulder. ''He always said it was your choice. You don't have to do it if you don't want to.''

Ben's hold on the Omnitrix tightened, a look of sadness flushed across his face. _'It's Hero Time!'_ Memories of five years ago flushing through his mind. He began thinking about all the fun he had and all the good he was able to do. His head dropped as he thought about that morning's attack.

'_Your choice Tennyson! The Omnitrix or your cousin's life!' _and thoughts of everything that could have went wrong and all the hardship that followed also plagued his mind. He also thought back to that moment in life where he had to choose between his family and the Omnitrix. Between being a traveling hero...and Gwen. ''There was a time I loved the Omnitrix. It made me feel special.''

''You know what. It wasn't the watch that made you special,'' she consoled him as she placed a hand on Ben's cheek and turned him to face her. ''It was you.'' a smile formed on his face from her comforting words. ''And you earned the chance to have a normal life. If you put that thing back on and that's pretty much it for normal.''

''But if Grandpa needs my help...'' he trailed off.

''He said he didn't...anyway, remember how much trouble we had getting it off the last time?'' she said as Ben nodded.

''I just don't know Gwen. If it means making a difference and saving grandpa Max can I simply choose not to?'' he was torn between two choices and he didn't know what to do.

''Ben...'' Gwen said, her eyes softening as it tore her apart to see Ben this way. Though before she could say anything else the door to the gym opened, lighting it up and the two teens upon realizing their close proximity moved apart.  
><strong><br>''The Omnitrix is no longer your concern!'**' spoke a trench coat wearing figure from the doorway. All they could make out was a deep male voice, his face shrouded by his hat. '**'Give it up!''** he demanded, extending his hand.

''No way on Earth!'' Ben cried out defiantly. Ben and Gwen made a mad dash out of the Gymnasium and into the hallways. Arriving at a door Ben tried to budge it open, but they were locked in.

The figure once more demanded the Omnitrix but Ben continued to remain defiant. Ben knew how dangerous the Omnitrix would be in the hands of anyone seeking its power.

**''Or this!''** the figure said, pulling off his face to reveal that of an alien creature underneath. It was a squid like creature with yellow eyes and brown skin wearing a space suit, similar to that of the plumber suit that his Grandpa wore. Suffice to say Ben was getting Summer Vacation De Ja Vu all over again.

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>Chapter End<br>000

This is Bwen. If you ask for Gwevin then you must be brain dead because the pairing choice and title should have been a dead give away. I said this because people ask for Gwevin in Ben's Ladies despite my history of being a Bwen writer. I do not Bash, but I do point out behaviors and call characters on bullshit they do in canon and I don't gloss over the crap they do. If you don't like lemons then why are you reading my story. Anyway, my prologues are usually always sort so you shouldn't be surprised. Next chapter will be longer, but until then enjoy.


	2. Hero Time Once More Part 2

Without Kevin

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Ben x Gwen

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Author's Note

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Its what it sounds like. What if Kevin remained a villain, but followed the Ben 10 K timeline to an extent thanks to a meddling outside force. Of course this force screwed itself over while doing so.

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Story Start

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Ben attempted to make a run for it only for the alien to fire his weapon at the human's foot. A burst of red energy left a burnt mark on the ground.

''Don't make me use it on you!'' he menacingly warned, his gun trained on the former hero.

''Whose making?'' Ben replied as Gwen formed some lavender platforms and took to the air. Her hands began to glow with incredible power and the hallways was illuminated in a bright light that left Ben nearly speechless.

''Not fish-face here that's for sure.'' she replied as the alien trained his weapon on Gwen and fired three shots. Bringing up her right hand in an upward shield motion Gwen used her mana to block the shots before returning a blast of her own, shooting it out of the aliens grasp and firing it. She then fired a platform like burst of energy that stretched from her hand to the alien entrapping him and hoisting him to the air.

Clearly impressed, Ben went over and complemented Gwen. ''You're skills are really improving Gwen.''

''Thank you,'' she replied, a faint blush on her cheeks. It always felt nice to be complemented by Ben, being one of the few people who knew about her ability to use magic she always felt sort of self conscious, especially since it made her felt special in a way that being the Omnitrix bearer made Ben special. It helped her grew to understand being different and how having the power to help people and being able to do something meant so much, and how hard it must have been for Ben to let it go.

''I want some answers...now,'' Ben demanded.

''Do you have any idea who I am human, to be demanding such things? I am a newly deputized agent of the plumbers, an intergalactic law enforcement agency.''

''I know what they are,'' Ben replied, unfazed. ''My grandfather Max used to be a plumber.''

For a moment the squid alien was fazed. ''Max...Tennyson?'' he looked thoughtful for a moment. ''He was helping me on a case but went missing.''

''We're looking for him.'' Gwen added as the alien began to connect the dots.

''Wait, then that means...you're the_ legendary _Ben Tennyson?" 

"I don't know about legendary, but I'm Ben Tennyson." Ben replied with a shrug, growing more confused by the second.

''I thought you were just some kid that snatched it from the rustbucket,'' the plumber admitted. ''I guess I owe you an apology. Now if you don't mind getting me out of this thing,'' he gestured to Gwen's mana lasso. ''...we can find your grand father together.''

Ben turned to Gwen and nodded to which she set the plumber down. Ben's focus then turned back to the Omnitrix with a look of hesitance. Picking up on this Gwen placed her hands on his shoulders.

''Are you sure?'' she asked as he nodded and placed it on his wrist. Ben armed the Omnitrix and and verbally clarifying he was sure. With that the three of them made there way to a location that Max had tipped off the Plumber, Labrid as he clarified himself, that was part of some under dealings connected to their case.

Ben, Gwen and Labrid hid behind the containers. Seeing as it was a rather chilly night Gwen couldn't help but shiver, rubbings her hands against her arms in an attempt to warm up. In their haste to find more information on Max's disappearance there wasn't time to stop or change clothing.

''Here,'' Ben said, slipping off his jacket and putting it over her.

''Thanks,'' she replied as she slipped on the jacket.

''You really should have dressed more appropriately,'' he said, gesturing to her skirt and heeled shoes.

''And what's wrong with what I'm wearing?'' she replied, a little miffed at Ben's statement.

''It's not practical for battle, that's all I'm saying. I mean you can't run around and find in a skirt without flashing all sorts of things.'' he said with a casual shrug.

Gwen sighed, ''I swear, a little tact wouldn't hurt.'' she grumbled but then paused when her eyes glowed something blue. ''I'm sensing something...familiar.'' she replied in a confused tone.

''Familiar? How?'' Ben asked, their argument quickly forgotten. Over the years Gwen's ability had developed and grown. Without a teacher her handling of her abilities were rather rough and unrefined for the most part.

As they continued to lay wait behind the containers, there was a truck out there with its container hatch open. Looking in Ben could see that they were empty. Several more vehicles drove up and out of the green vehicle stood out a black haired teen with a football player's build wearing a black muscle shirt and jeans.

''_Kevin_...'' the words left Ben's mouth like the venom of a poisonous snake ready to strike.

''You know that boy?'' Labrid asked as Ben's right hand tightened into a fist and he bristled in anger.

''He's a mutant with the power to drain energy and steal the powers of others. He's a sociopath and highly dangerous, last I saw of him he was left in the Null void. It's been years but I recognize him anywhere.''

Gwen's eyes went from shock upon seeing it was Kevin to fear, fear for Ben. While her cousin was normally a sweet, albeit goofy boy when it came to Kevin it was different. That look in his eyes said it all.

''Ben, you barely survived against him last time. Not to mention he's managed to somehow return to human form. There's no telling how much time he has to get stronger while...'' she was cut off as Ben looked up at her, determination in his eyes.

''Kevin is my responsibility. It's my fault he even became as dangerous as he was in the first place and if he is involved with what happened with Grandpa Max then I don't have much of a choice.''

It appeared that Kevin was the Forever Knights contact for black market goods. One of the red cloaks figures stepped forward and handed Kevin a briefcase shaped device to which he opened and checked its contents.

Turing his head to the side behind him he stated, ''Money's here...'' informing a man with dark hair and goatee. The gentleman was an older man of indeterminate age, about late twenties or thirties dressed in an oak colored business suit.

The man nodded to another older gentleman with balding hair who opened the door of another truck and pulled down the ramp. Wheeling in a trolley he began moving cargo down the cargo to begin the transaction.

The man stopped in front of Kevin to the inventory to which he unclasped one of the black and silver briefcases. Popping it up an inverted triangular cylinder device with a black body but two silver edges and a rather large cylinder cone nozzle on the outside was pulled out.

The trio attentively listened on as Kevin went about explaining the weapon's capabilities. ''As promised four dozen factory new Laser lances! Ether point energy module, trans-focus ammeter.

''It's good for thirty-five minutes of continuous fire at 4.6 terrawatts. Is that good?'' he hypothetically asked as the warm-up sound of the weapon's core whirred for a moment as Kevin brought the weapon to his side and fired it as a red laser was emitted from the barrel, blowing up a nearby parked truck.

Debris from the truck with went flying as bits of still hit the ground with a resounding clank and the front end and back ends of the truck landed with a scraping sound causing sparks to emit from the wreckage from the heat for a few moments. He turned back and asked, ''You tell me?''

''Those lances are level 5 in technology. Technology on Earth is only level 2!"' Labrid stated in indignant fury. Abandoning caution and stealth the plumber left his hiding position with his back-up pistol as he prepared to apprehend the criminals.

Ben and Gwen were not too far behind, knowing how persistent and resourceful the Forever Knights could be along with the dangers Kevin posed.

''Hands up your head air breathers! By authority of the Plumbers you are all under arrest.

And of course for another shock several of the illegal black marketeers teared off their faces. A flash of blue light radiated as they transformed into alien creatures with dark golden humanoid bodies, with dark oval shaped heads, pink brains exposed in the center of their heads along with an oval shaped, line green sclera and oval shaped eye lid in the center of their faces. The creatures let out some sort of noise between a grumble, hiss, and throat vibrations as they readied themselves to attack.

''Uugh, that's so creepy!'' Gwen commented.

''Isn't it?'' Ben readily agreed. Even after all this time there were still things that caught them off guard.

''Back off!'' Labrid warn as he fired his gun at the ground creating a small arc of fire in front of them separating them from the creatures. Whatever they were they didn't like fire as they backed off in fear.

''What now?'' Ben deferred to the Plumber.

''Stand off!'' he monotonously replied, only for Ben to glance behind him and notice that Labrid's idea wasn't going to happen.

''I don't think so, we're surrounded from the back as well.'' he said as the trio turned only to be faced with Forever Knights armed with lances. Looking down at the Omnitrix Ben realized what he had to do. Bring up his left hand he turned to dial which jutted out and brought his hand up in the air. It was now or never and Ben was ready. ''It's Hero Time!''


	3. Hero Time Once More Part 3

Without Kevin

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Ben x Gwen

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Author's Note

0

Its what it sounds like. What if Kevin remained a villain, but followed the Ben 10 K timeline to an extent thanks to a meddling outside force. Of course this force screwed itself over while doing so.

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Story Start

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In a bright flash of green light the Omnitrix had re-calibrated in a smaller and leaner design. 'It never did that before.' Ben couldn't help but note as he quickly cycled through the dial. 'I don't recognize any of these guys.' the silhouette of a large humanoid creature followed by a four arm monkey looking creature followed. Finally Ben settled on the humanoid one.

When the transformation was done Ben became a large, humanoid green and back plant creature with a flame-pattered head and root-like feet seemingly holding rocks. His shoulders and head had red petals and he lacked such things as a nose or ear. Ben's face scrunched up, despite the lack of a nose in the traditional human sense he could smell a distinct rotten sensation from his body. **''Uugh, what's that smell?''** he asked in a stuffy and nasally voice.

He was quickly broken out of his thoughts by Gwen's cry of help as the creatures weaponry tore through another one of her magneta shields. Like the Magister she too was quickly caught and encased from the head down in some strange yellow substance.

Ben then charged the alien creatures, this new alien's strength rather apparent as each blow sent them reeling back several feet. The impact of hits washed over his entire body like a vibration along with the sound of his impacts smashing against the strange grey matter of the creatures.

Seeing several of there numbers fall down the creatures quickly retreated. Though before the creatures could make their getaway in the truck they got in Ben tore a lamp post out of the ground and batted the truck, causing a dent in the driver's side and forcing the vehicle over in a storm of smoke and debris. **''I forgot how good this felt.'' **

Several red beams of energy tore through his body causing holes. For a brief moment Ben was stunned until he noticed his plant like body began to regenerate, mending the holes with a speedy sensation long since lost to him for years.

One stray shot fired blast his left arm clear off. Ben's was momentarily shocked and fearful until the arm sprouted a root that connected to his stump and reconnected his arm.

One...two...three, one by one the Forever Knights were sent flying. _'He's not as strong as Four Arms, but at least I don't have to worry about dodging.' _Right as he was going to continue he was cut off by Kevin.

''Hey Tennyson!'' Kevin cockily called out.

'**'Levin!**'' Ben let out a snarl.

''Let's see,'' he began. ''You trapped me in the Null Void for all those years for one.''

**''You did that to yourself.''**

''And you ruined my deal today. I'm thinking I want revenge. Good news is, since I can absorb anything I got more than enough power to take it.'' Kevin remarked as he absorbed the matter of some steel debris, coating himself in a steel shell.

Kevin made the first move, punching a hole through Ben's gut only to find it soon being stuck by the plant like being.

Slamming both hands into the side of Kevin's head, the steel encased teen let out a cry of pain as Ben used his other leg to kick Kevin loose and send him flying back. While this was going on the aliens and Forever Knights took the opportunity to grab what they could and retreat.

Ben though was preoccupied as Kevin took to throwing large pieces of debris at the alien in an attempt to slow him down only for Ben to quickly reform. Thanks to Ben's prior summer experience he quickly cycled through all the theoretically powers of his old aliens that this new one had and was able to light his hands ablaze as if he was Heatblast. Just when Kevin was about to hoist a truck and use it to crush Ben the latter fired a powerful concussive blast at the truck causing it to explode and sending Kevin reeling back unconscious.

With Kevin losing consciousness his silver shell soon faded away. '_Darn, the alien and Forever Knights got away.' _he thought with a sigh before going over to free the Magister and Gwen.

''Impressive, if not a little rough around the edges.'' Lambard noted. ''But the criminals got away.''

**''We'll get them next time.''** Ben said as he used the unnamed alien's fire to melt the substance.

''What alien is this Ben? I've never seen you use him before.'' Gwen stated as he used her hands to smooth out of her clothing with a small shiver of disgust. She was definitely going to need a nice hot bath after this.

**''I don't know,'' **he admitted. ''**He's like a mix between Wildvine and Heatblast with a bit of Four Arms. But we'll worry about that later. Right now we need answers.'' **he said as they turned their attention to the unconscious Kevin.

''In that case I better secure the prisoner with Energy Cuffs.'' the Plumber stated as he went about restraining Kevin.

''Maybe we can find some information in his car.'' Gwen pointed out as Ben went about checking it. ''Just let me go get...'' before she could finish Ben ripped the car off the car and tossed it to the side. ''...keys.'' she finished as she face palmed. ''Real classy Ben.''

**''What?'' **Ben asked, doing, or trying to raise his left eyebrow. ''**Hey Kevin's a psycho. There's no way he could afford this car legally or managed to get a driver's license. Even if he escaped the Null Void years ago he would have to submit proof such as a birth certificate and stuff and he admitted himself his parents kicked him out because he thought he was a freak. I know its weird considering anything he said truthful considering what I know of him, that strikes me as somewhat truthful considering his personality.''**

Gwen thought was surprised but yet at the same time impressed. ''I guess those tutoring lessons really paid off.'' she absentmindedly stated as Ben grinned. He definitely remembered the time he beg and pleaded for Gwen to tutor him over a year ago so he could get straight A's so his parents would buy him a PS4 with the Sumo Slamers Anniversary collection game for his birthday.

**''I got smarter and you got to stare at my handsome face for hours on end. A win for everyone.''** he stated with a cheeky grin as his transformation timed out. ''Aaw.''

Unfortunately nothing could be found in Kevin's kickass car. The car that was a mix of a Camaro and Dodge Challenger and which made Ben sulk as he didn't have a car. ''Don't fret Ben. I'm sure you'll get your own car. Eventually.'' she soothingly remarked, trying to pull her cousin out of his depressed mood. She already knew she was going to get a car when she turned 18, thanks to her father being a high class lawyer and her mother a shrewd investor.

Ben meanwhile just sniffled. ''You still have some of that stuff in your hair.'' he pointed out as Gwen reached up and pulled some of the yellow gonk from her hair and turned a bit pale.

''I'm think I'm going to be sick...'' she blanched as the yellow gooey substance dripped down her fingers.

Satisfied that the scene was secured Lambard came back to where the cousins were. ''The perimeter is secured. I have cataloged all the weapons and damaged done in the area. All that is left is to interrogate the prisoner.'' he informed them as something reminiscent of a sigh escaped his lips and he took out a canteen of bluish white substance. He downed the substance and took out a spray bottle of sorts and began spraying his face. ''Your atmosphere can be rather drying for my species.'' he explained, catching sight of the Tennysons curious glances as they uneasily tried to play it off.

Ben then quickly changed the subject. ''So about Kevin? There's no way he can break free from those cuffs right?''

''Those are standard issue Energy Cuffs. They can withstand the strength of a Tetramand and the sharpness of a Petrosapien.

Kevin soon came too with a moan. When his mind was clear, he sat up and was ready to fight again, but was stopped due to the alien handcuffs depriving him of his full movement. He growled.

"Energy Cuffs…You can't escape, ain't nothing there to absorb. Now start talking. These weapons run on ether-point energy cells. It's dangerous technology that's way too advanced for humans." He explained. "They shouldn't even be on this planet."

Kevin just looked at him with a smug look of indifference."So, how's that my problem?" to him it was just a simple score. What happened to other people wasn't his concern.

"While we were fighting, the Forever Knights got away with a whole crate of them," Ben angrily stated. As Ben grew older and began to learn about the nature of things he soon began to realize just how dangerous someone of Kevin ability was. Especially if there wasn't someone like him around to stop Kevin.

The Magister, despite his weapon being destroyed did not stop him from being threatening. "You set up the deal; _you're_ going to tell where they are."

Kevin looked to the ground in anger, so much for an easy score."You're in a lot of trouble, son. I'm giving you a chance to help you here."

"Look, you don't have to convince me; those guys ran off before I got paid. I'm happy to help you find those dead-beets." he said as he held up my arms. ''Now if you'll be so kind to release me I can drive us to where we can find the Forever Knights.''

While Ben was rather reluctant to let Kevin free under any pretenses, but there were dangerous alien creatures and armed Forever Knights out there and people were in danger.

''_What happened to my car!''_

A small smirk graced Ben's lips.


	4. Hero Once More! Finale!

Without Kevin

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Ben x Gwen

0

Author's Note

0

Its what it sounds like. What if Kevin remained a villain, but followed the Ben 10 K timeline to an extent thanks to a meddling outside force. Of course this force screwed itself over while doing so.

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Story Start

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"Still think I should drive," the Magister called from the back of Kevin's car. The four were on their way to the location of the Forever Knights.

Ben and Magister sat in the back, while Gwen and Kevin sat in the front with the latter driving.

"Nobody drives the car but me." he grumbled, his eye twitching more from irritation than the fact the driver door car was missing.

"You were telling us about the aliens..." Gwen led them back to what they were discussing before, sensing a fight could break out at any moment.

"I don't know anything about the ones we fought today; never met that kind before." The Magister answered as Ben flipped through the Omnitrix.

"I don't see them in here, not that I know how to work this thing anymore…" Ben begrudgingly admitted. He had gotten so used to being just plain old Ben again that the summer memories of his youth were now nothing more than a fleeting dream. The Omnitrix had changed and none of his old aliens were there anymore.

"Maybe after you get your license, Pee-Wee…," Kevin taunted Ben, in hopes of getting under his skin by verbally provoking his olc rival

"Who one our fight again," Ben angrily countered, "Oh, I remember, me!" he snapped, taking a calming breath as he tried not to let his emotions get the best of him. 

Magister interrupted the upcoming battle. "There's has been a lot of alien activity on Earth lately; don't know why. Your grandfather thought that maybe the weapons deal would lead us to whatever's causing the new interest. Now, he's missing." The Magister finished as Ben tensed.

"Knowing Grandpa Max, he's probably at a restaurant enjoying a roast of cockroach salad…It's a wonder all that weird food didn't kill him—" Gwen trailed off as Ben got emotional.

(1) "He's not dead! Stop making jokes about him!" Ben snapped causing Gwen to recoil only for him to pause. Upon seeing the startled and guilty look on Gwen's face Ben realized he went a bit too far.

"I'm sorry, Gwen." he apologized.

"I know you're worried about Grandpa." she accepted his apology.

"I just wish he were here…He would know what to do; he _always _knows what to do." Ben couldn't help but feel lost. He was mostly impulsive as a kid and his brilliant moments were out of a surge of urgency, sort of like now.

"But he is not.'' Labrid interjected. ''You're the one with the Omnitrix; you're going to have to figure out how to get things done on your own." The Magister knew it was a cold and hard truth for a teenager to understand, especially an Earthling but this was a serious situation. The Magister was not an experienced soldier and emotions were always a dangerous thing to bring into a combat zone. 

Ben lifted his head with a look of determination. The Magister was right. He had to depend on himself; it was bound to happen.

With new fortitude and a piece of mind, he was thinking that now, he would do exactly what Magister said: _Get things done on his own._

The car began to pull up to a large complex shaped like an old century style castle that one would draw inspiration from old fictional stories of the middle ages. The color was of a drab grey and it lacked the atmosphere of what one expected of modern day knights.

"This is it." Kevin drove further into the lot and parked the car.

"Subtle: Nobody would think to look for knights in here…" Ben sarcastically remarked.

"How do we get in?" The Magister asked as Ben smiled and turned to Gwen.

"Gwen?" the group soon found themselves standing in front of the moat. Gwen grabbed the top of it with her magic and forced it down with all her might. The group continued their way into the darkness recesses of the castle. Hallways lined with old armors as a testament to the old cartoon reruns that Ben watched religiously when he was a child that used such a setting. As they continued down the empty knight armors were indistinguishable from each other, the same with the chests. 

Thinking ahead, Gwen lifted her hand and her power wrapped around it, gleaming like a flashlight.

While walking, everyone looked around in curiosity at the "decoration". The walls were aligned with many empty knight and chests.

"There's no one here. You sure this is the right place?" Gwen asked as she vigilantly glanced around.

"There's a hidden door; keep looking."Kevin shifted his attention around for a bit before settling on his left: There was treasure.

He walked over with a grin and picked a necklace up in his hand while admiring it. Finding it pleasurable, he pocketed it and went on for a goblet.

Ben glanced over to what Kevin was doing with an obstinate frown.

"Maybe you should've brought a shopping cart…" he remarked, as he expected one a thief always a thief. No one just completely changes at a drop of a hat.

Kevin rolled his eyes and decided to ignore him. He picked up a coin from inside the goblet and examined it.

"I don't like the looks of this…," looking at the different statues they finally came across that were depicted fighting. He slowly crept back as he kept a careful eye on them. He didn't know why, but something about them seemed...different. Since he wasn't pay attention he ended up backing into another one. "Ah!" 

The suit came pummeling down, almost cutting him. But he dodged just in turned their attention to Ben at the ruckus.

"Leave it to Tennyson to act like an idiot!''

The dragon rose from behind him. "Sorry, I guess I'm just a little—"He saw how his allies' heads moved in sync and followed something behind him.

He turned around. "—paranoid!"The dragon now fully stood.

It's vicious, yellow eyes peered hungrily at the intruders. The creature let out a roar as it snapped its jaws at the group as they retreated. They dodged its jaws and escaped through a small entry and the dragon only got more cement.

Once getting farther from the door, they ran up against a crowd of Knights.

"Nobody move; hands on your head!" One of the knights ordered as he raised his pistol.

The other knights followed the "leader" and pulled out their guns, proceeding to pointing them at the do-gooders.

Kevin ran to the nearest wall and absorbed the rock."Make me!" Kevin Pugnaciously replied. He crouched low in front of his group and embedded his fingers into the cement. Using all of his strength, he heaved the ground off of its surface and slammed it back down to the earth.

A wave was created and it knocked the knights off balance resulting in them falling onto the ground with various cries of pains and clangs from their armors.

Acting as quick as possible, they got back up and charge toward the offenders. They stood rooted to their spots before firing at will.

Gwen immediately took action and created a barrier to block the attack before pushing Magister's gun in front to create her own ammunition.

Ben turned around. ''Woops…," he remarked upon seeing the dragon.

It had run through the entryway at an accelerating speed, breaking the walls around it.

Ben ran forward and slapped the watch on is wrist.

A green light formed and a small speaker-looking being jumped out. Quickly, five more emerged from the original.** ''Whoaa...'' They all said at once. ''Jeez Echo much? Actually Echo Echo isn't a bad name.''** the newly named aliens mused as they jumped into the air and pounced on the dragon's face. They said things like 'got you' and brought it down. Soon smoke filled the room for some moments before clearing and revealing, a knight had just become aware of Kevin's hold on him.

"Oh, you're not gonna—" The Knight began only for Kevin to cut him off.

"Uh, yeah, I am." Kevin smugly countered as he roughly smashed the heads of the two knights he was holding and they cried out in agony. Kevin let them fall to the ground. He ran to a small group of them and they tackled him, but he was able to forcefully push them away.

An unnoticed knight pointed his gun at Kevin.

Out of a sense of duty the Magister cried out to warn Kevin. The Magister side jumped and shot his own gun at the shooter, damaging his gun and resulting in knocking him back as soon as Kevin turned around.

"Don't do it; it's busted!" The Magister warned the foolish knight.

The knight picked it up anyway and aimed it at the two.

When this happened, it was too late: The knight had tried to shoot, but the ray was gathering around the weapon and an explosion was triggering.

"Hit the deck!" The Magister ordered as he pulled Kevin to the ground and kept him from harm. Just seconds after the blast cleared."_That's _why level 5 technology is illegal on Earth; humans aren't ready for it."

"I owe you one." Kevin Begrudgingly admitted. While he was a criminal and looked out for himself he did have a sense of honor.

"Yeah, you do. Now help the others." 

A piercing screech soon filled the room causing a painful vibration that nearly tear at their ear drums. Kevin and Gwen closed their ears as while falling to the ground in a ball.

The Echo-Echos were busy attacking the dragon with super sonic screeches at the dragon. It responded and roared out sending the small white creatures flying back at the force. The roars also began to cause the foundation to shake, dust falling down from the old castle.

Though the Echo-Echos struck back, the dragon's tail had been dismantled from the sound waves. The rest of the beast was soon completely taken apart until they blew to small pieces.

Smoke swathed the area for a moments, until it cleared and the others uncovered their ears.

All of the extra Echo-Echos merged with the original who pumped his hand in the air, celebrating his victory.

Kevin looked at Echo-Echo. "You could warn somebody when you're gonna do that…" it wasn't as angry or as hostile as Ben remembered. It was more or less Kevin being annoyed. Apparently Kevin was focusing his revenge on the Forever Knights before antagonizing him some more.

Gwen looked up from her spot on the floor to her cousin. "Seriously…I've got earplugs in my purse." 

Echo-Echo frowned. **"Sorry...about...that!"'**

While this was going on Magister gathering all the guns into a pile to confiscate. ''Tennyson do you mind using the Sonorosian's ultrasonic frequency scream to disrupt these weapons?''**  
><strong>

**''Can...do!'' **

Echo-Echo inhaled before, yet, another powerful reverberate took hold of the illegal guns and blasted them to bits. In a flash of green the Omnitrix timed out and Been returned to normal. During the confusion Kevin began chasing after a fleeing Forever Knight he caught out of the corner of his eye carrying a mysterious box.

''Crap...'' Ben grumbled, as the trio exited the building. ''I can't believe Kevin got away.''

''That doesn't matter now...'' Labrid informed them. ''Whoever these mysterious aliens are they must be contained. I will be returning to base to give a report and call for back-up.''

''B-But what about us? What are we supposed to do?'' Ben asked.

"Its just the tip of the iceberg, kid. Your grandpa was on the trail of something big: an alien conspiracy with Earth in the middle. He was working undercover. Cracking this case is the only way we'll be able to find Max and save your planet."

Ben though wasn't so confident. "I don't know if I can do this.''

"You are Ben Tennyson are you not? From what I hear giving up isn't in your vocabulary.'' with Labrid's statements, Ben came to realize that no matter what he wouldn't be able to stand by and do nothing as innocent lives were in danger.

Things were quiet for the rest of the night. It was going on close to midnight by the time the two of them had got home. Gwen had came to a stop at her door and looked back to Ben. ''So...when do we meet?''

''Three days from now at 5 P.M. I need a few days to learn about my new aliens and for us to make a plan. Get some sleep...we have a lot of work ahead of us.'' he finished as Gwen nodded. ''Goodnight Gwen.''

''You two Ben...'' Gwen finished as she went inside. It was Summer Vacation all over again, but this time the stakes were higher.

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>Chapter End<br>0

1. This is the first of Alien Force's idiotic moments. Why would Kevin just come to a sudden break his valuable car only for Kevin to snap at Ben for yelling/talking to Gwen like that? It's idiotic and poor relationship writing. Red-String of Fate anyone? Leading me to believe that the writers did not know about subtly.

2. I hate that its never shown the character's training to get stronger or covered weakness, but we're told this character has a power or another one develops a power out of there ass for the idiot plot or moment of that episode to prevent a plot hole, but an ass-pull is created instead.

All and all I hope you all are enjoying the story. More Bwen! More cleverly written or original Bwen I should say.


	5. Journey into the Fields

Without Kevin

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Benx ?

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''Normal Speech''

_Inner Thoughts, Dialogue, Musical Lyrics, or reading passages from books and scrolls._

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Author's Note

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What's going to separate this from the Warrior of Omnitrix version is different original characters and being closer to canon in this version then the Warrior version. Also the incident with Kevin will also play out different along with some dialogue changes.

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Story Start

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Without a car there wasn't really anything Ben and Gwen could do, but to rely on traveling by alien power. Thankfully after trying all day Ben had finally managed to find a flying alien that could carry Gwen. On the other hand Ben was able to see some of the other aliens that were unlocked and got a fundamental understanding of their abilities. They managed to find they were in the country side and and passing by some farms, during this time of the year wheat was the prime prop as well as important to Bellwood's economy seeing as their city was one of the top three producers of wheat for the state.

Elsewhere… A fireball was flying through the air at speeds exceeding that of a speeding land vehicle by a great magnitude.

"**Man this really sucks…"** the perpetrator was none other than a Pyroknite. He landed on the ground forming a crater. "What's…what's happening to me?"

"There he is! Over there!" a voice shouted out. Upon closer inspection several men of the law had shown up. The leading man had a dark complexion, African American with a bald head covered by a cowboy hat. Behind him flanked two officers, Caucasian, dressed in the same grey and muted country colors that the local law officials wore.

"We lost him again! " One of the officers slammed his fist into the car.

"Calm down, chief. We'll get him." One of his lanky deputies tried to appease his superior office.

The chief took up a thinking pose as he tried to solve just how they were going to do that. "Yeah, but how soon?"

Meanwhile the Pyronkite had managed to escape and the heat had vanished. There in his place was a young man, also African American with his hair cut short. He could be no older then fourteen, his frame rather skinny and his clothing consisted of a white wife-beater, jeans, and sneakers. He was no taller than five-five or five-six. "Just in time." He silently murmured to himself as he entered the residence he stopped in front of and entered the home.

Not too far from there Gwen's eye lit up. "I have a signal." She exclaimed as she brought up the Plumber's badge signal. "Do you think we found him?"

"I hope so or at the very least a distressed plumber in the area. We better checked it out." He turned off the road until they stopped at the last location of the source. "Alright we should probably split up and cover more ground."

"Alright, we should meet back in fifteen minutes." Gwen suggested.

Ben nodded and continued on his way. His tracking had led him to a structure with a massive whole in it. Further inspection revealed not only burns from intense heat melting the structure but the damage showed that something came out and not went in. Before he could conclude any further investigating an explosion further in the fields drew his attention.

A bright glow contrasted with the darkness as the source seemed to be a fireball. Without wasting in time he began running after it. "Alright Omnitrix give me that flier again." He called out as he slammed his hand on the dial. The flash of green ended to reveal a red humanoid, manta-ray like alien with two black lightning bolt-like stripes coming down from his shoulders. "**Perfect!**" with that he took flight after it. **"Hey!"** The Aerophibian called out to the source becoming surprised upon realizing it was just a pyroknite.

**"Leave me alone!" **the frightened pyroknite called out as he shot a ball of flame at the Aerophibian . Even the toughest of alien hides would be hard press to ignore the power of a fully realized pyroknite.

"Listen to me I have questions and you will answer them. I'm not here to hurt you."

"There's nothing to talk about!" He shot another fireball again.

"Then I'll have to amend my earlier statement." The Aerophibian fired his neuroshock beam from his eyes sending the pyroknite crashing to the ground. The Inferno looked alike quickly recovered and tackled him. He quickly whipped the pyroknite off with his tail to which he was quickly concealed in a ball of mana.

With that Ben reverted back to normal. "What would you do without me?"

"Be able to better budget my food budget for one." He answered cheekily.

"Hey!"

With the jokes aside Ben walked up to begin interrogating the Pyroknite. "Tell me everything you know about a man by the name of Max Tennyson."

"I don't know what you're talking about. Please, just let me go." The Pyroknite pleaded.

"Old guy…Hawaiian shirt. None of this means anything to you?"

"No! Will you PLEASE let me go?"

Ben sighed upon realizing that this was a dead end. If Max was here he would have made his presence known by now, not to mention the alien before him was a kid. His voice made it that apparent.

"Why do you people keep hunting me down?"

Ben arched his eye in interest. "Gwen." He called out to the redhead who dissipated the sphere. "What do you mean keep hunting you down? We just got here."

"So you're not with the Sheriff?" Ben and Gwen shook their heads. "I….I guess I'm safe to do this then."

"Who're you, anyway?"

"Alan. My name is Alan."

"I'm Benjamin Tennyson, but I go by Ben and over here is my Cousin Gwen." He introduced Gwen who walked up with a guilty look.

"I'm sorry Alan, I hope you understand why we chased you down. Our grandfather is missing and we tracked him to this location. Anyway you mentioned people were after you, why?"

"They think I was burning things into the corn fields. But, I didn't do it." He insisted.

"If that's the case then us being here might give us a clue about where Max is at. There might have been activity in this area which explains the signal; maybe another badge was left in the area or something." Ben theorized.

"FREEZE! All of you!" Everyone but Kevin did that.

"We finally caught you Alan and as I thought you couldn't have done all those fires on your own. We are bringing you in along with your accomplices. Hands up!" they trained their guns on them.

"Well…you heard them Gwens. Hands up!" he said as he had to repress a smile.

Gwen knowingly smiled as she raised her hands in the air. With a quite change mana danced along her fingers as it dropped to the ground providing a blinding explosion allowing them to escape. The three of them took residence by a nearby silo.

"Why are you helping me?" Alan couldn't help but wonder. Weren't the two of them searching for their grandfather? Why were they troubling themselves with his problem?

"I guess because you and I are kind of alike."

"So you're like me…a monster." Alan forlornly answered.

"You're no monster Alan, don't ever think that." Ben chided him. "You 're different, you're half Pyroknite I guess. You don't have to be afraid you can do great things. Power over fire, the strength, and even the ability to fly."

"I hate flying." Alan bemoaned the fact.

Ben thought back to Alan's not so stellar escape attempt. "Trust me I wasn't the strongest flyer at first either, but if you want I can give you a few tips. I can change into a Pyroknite as well, that's the actual name of the alien form you take. So on whose side…"

"My dad." Alan answered as he took a seat on the bucket. "He's a plumber; they explained it to me after I woke up one day with my bed on fire."

"So, the signal I was tracking was your father's badge." It made sense now.

"But Sherriff mason took it from me."

"Well you're just in luck." Gwen spoke as something left her hand. Alan reached out and caught it. "Something I happened to find." It was the plumber badge.

"Speaking of which I happened to catch a glimpse of some of the strange designs in the crops." Ben spoke as he grabbed one of the farming tools and sketched out an image in the wooden floor. "Remind you of anything Gwen?"

"They look like circuit boards."

"Only one way to find out." Ben remarked as he let them from the hiding place. Taking up a high vantage point on one of the silos Ben gazed around until he saw some sort of suspicious activity. Upon getting a closer look he saw the weird creatures from before making designs in the wheat. He dropped down to where the two of them were waiting.

"They're building some sort of machine. We have to do something."

"Plan?" Gwen immediately asked.

"One…" Ben turned to Alan. "Hey Alan, want to hear some cool ways you can use your powers?"

With that the trio had made their way to the location of the machine that the aliens were working on. Upon arrival the weather patterns appeared to have been altered from the fire of the ray. What should have been a simple sabotage without much incident was ruined with the Sheriff and their men showed up, once more accusing Alan of being the one behind the destruction to the farms. Though, that was quickly shot down when the DNAliens that they once revealed themselves as started attacking. Using their devices the ray seemed to cause the victims to be covered in metallic mercury like plaster that resulting in an all-out brawl.

"Omni…I'm going to need something good." Ben remarked as he activated the device. Once more he assumed the form of the Methanosian and began using his fire blasts to cancel out the flame from the devices.

Despite their devices the DNAaliens were being overwhelmed by the blast of fires and mana blasts. Their numbers and lethal weaponry had forced them in to a corner. Summoning her power Gwen formed a barrier to shield them. "When I give the signal I'm going to need you to drop the barrier Gwen. Alan that'll also be your cue to launch the biggest fireball you can and destroy that machine, aim for the dish."

"That thing is huge, I don't know if I can do it."

"You can…trust me. Just focus on drawing from your core with all your focus and to launch everything you got at it." Ben informed him as he readied.

"Ben…I don't know how much longer I can hold it off." Gwen cried out to him as the repeated fire from the weapons slowly began to break away at her magenta barrier.

"Now!" he signaled as he weaved in between of the weapon fire. Using his vines like limbs he reached out and snagged up the DNAliens. Lassoing them all up all up and he brought them down to the ground with a slam.

"Concentrate…concentrate…come on focus…" Alan murmured to himself as he summoned a ball of flame. The ball of flame slowly began to grow brighter. With a mighty cry Alan hurled his arms forward as he launched the ball of flames at the device. The ball of flame connected and exploded as bits of metal and wiring dropped, flames licking over the device as debris landed on the ground.

With the officers there having been exposed to the DNAliens Alan was cleared of all charges that were going to be brought up against him. Despite how valuable Alan would have been as a member to the team to be recruited it was better to leave him in the area in case they came back. Despite that Alan promised if they needed his help any time they would be happy to help.

Ben promptly dropped Gwen off at her house. "We really are going to need to find a way to get around. We're not going to be able to rely on using the Omnitrix the whole time, especially if we find ourselves in a fight once we arrive where we going."

"I suppose we'll have to take care of that first before he can continue looking for Grandpa or forming a team. Anyway I'll see you tomorrow, goodnight Ben."

"Night Gwen." He wished her goodnight as he had already began walking in the direction of his house.

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Chapter End

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So yeah next chapter is going to feature of course an alternative scenario seeing as Ben and Gwen need a new driver. So I might have to put this story on hold for a bit as I plan more concepts and how to develop a new character to fill that role.


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